Waiver Default definition

Waiver Default means the occurrence of any Default or Unmatured Default other than a Waived Default.

Waiver Default means (i) the occurrence of any Default or Event of Default; (ii) the failure of any Credit Party to comply timely with any term, condition, or covenant set forth in the Ninth Amendment, the Tenth Amendment, the Eleventh Amendment, or this Twelfth Amendment; or (iii) the failure of any representation or warranty made by any Credit Party under Section 6 of the Ninth Amendment, the Tenth Amendment, the Eleventh Amendment or this Twelfth Amendment to be true and complete in all material respects (or, to the extent any such representation or warranty is qualified by materiality or Material Adverse Change, in any respect) as of the date when made.

Waiver Default means (a) the Borrower or any other Credit Party shall fail to satisfy or perform any of the covenants or agreements contained herein or (b) any representation or warranty of the Borrower or any other Credit Party herein shall be false, misleading or incorrect in any material respect. A Waiver Default shall not be a Borrower Inchoate Default or a Borrower Event of Default under the Credit Agreement unless and until the Administrative Agent (acting at direction of the Majority Banks) has given notice to the Borrower of the same.

Examples of Waiver Default in a sentence

• None of the Collateral Agent nor any Lender is obligated to extend the Waiver Period or waive a Waiver Default, and may decide to do so (or not do so) in its sole discretion (or, with respect to the Collateral Agent, at the written direction of the Required Lenders).

• Each Credit Party acknowledges and agrees that in addition to any other rights and remedies that the Secured Parties may have under the Credit Documents, at law, in equity or otherwise, in the absence of this Waiver and after the occurrence of a Limited Waiver Default (as defined below), the Anticipated Event of Default would permit the Secured Parties to accelerate all or any portion of the Obligations in accordance with Section 11.12 of the Credit Agreement.

• The description herein of the Waiver Default is based upon the information available to the Administrative Agent and the Lenders on the date hereof and shall not be deemed to exclude the existence of any other Events of Default.

• Any misrepresentation of a Credit Party, or any failure of a Credit Party to comply with the covenants, conditions and agreements contained in any agreement, document or instrument executed or delivered by any Credit Party with, to or in favor of any Lender Party which would cause an Event of Default to occur under the Loan Documents shall constitute a Waiver Default hereunder.

• Any agreement by the Lender Parties to extend the Waiver Period or to waive a Waiver Default or any condition to the effectiveness hereof must be set forth in writing and signed by a duly authorized signatory of each party required to consent pursuant to Section 11.5 of the Loan Agreement.

More Definitions of Waiver Default

Waiver Default means (i) the occurrence of any Default or Event of Default (other than the Specified Default), (ii) the occurrence of any Default or Event of Default under, and as defined in, the First Lien Credit Agreement (other than the Specified Default) or (iii) any Credit Party shall fail to observe or perform any covenant, condition or agreement contained in this Fifth Amendment and Waiver.

Waiver Default means (i) the occurrence of any Default or Event of Default; (ii) the failure of any Credit Party to comply timely with any term, condition, or covenant set forth in the Ninth Amendment, the Tenth Amendment, the Eleventh Amendment, the Twelfth Amendment, the Thirteenth Amendment, the Fourteenth Amendment, or this Fifteenth Amendment; or (iii) the failure of any representation or warranty made by any Credit Party under Section 6 of the Ninth Amendment, the Tenth Amendment, the Eleventh Amendment, the Twelfth Amendment, the Thirteenth Amendment, the Fourteenth Amendment or this Fifteenth Amendment to be true and complete in all material respects (or, to the extent any such representation or warranty is qualified by materiality or Material Adverse Change, in any respect) as of the date when made.

Waiver Default means (i) the Borrower shall fail to satisfy or perform any of the covenants or agreements contained herein or (ii) any representation or warranty of the Borrower herein shall be false, misleading or incorrect in any material respect.

Waiver Default means (i) the occurrence of any Default or Event of Default; (ii) the failure of any Credit Party to comply timely with any term, condition, or covenant set forth in this Ninth Amendment; or (iii) the failure of any representation or warranty made by any Credit Party under Section 6 of this Ninth Amendment to be true and complete in all material respects (or, to the extent any such representation or warranty is qualified by materiality or Material Adverse Change, in any respect) as of the date when made.

Waiver Default means (a) any of the following if, after written notice by the Administrative Agent or the Required Lenders, such occurrence remains uncured for five (5) Business Days: (i) the failure of Borrower to timely comply with any term, condition, or covenant set forth in this Agreement unless otherwise specified in clause (b) hereof, (ii) the failure of any representations and warranties made by Borrower in this Agreement to be true and correct in any material respect; (iii) the failure of Borrower to work in good faith to comply with reasonable information requests and other reasonable due diligence requests, subject to confidentiality requirements required by law, including, without limitation, HIPAA; or (iv) the failure of Borrower to pay the reasonable invoiced fees and expenses of the Administrative Agent and the professional advisors of the steering committee of the Lenders (the “Steering Committee”) in accordance with terms of the applicable engagement letters or, in the case of the Administrative Agent, the Credit Agreement; and (b) immediately upon the occurrence of any of the following: (i) any Default under Article VII(h) or Event of Default under the Credit Agreement (other than a Senior Subordinated Notes Interest Default); (ii) the failure of the Borrower to comply with Section 5.21 of the Credit Agreement as amended by this Agreement; (iii) the written acceptance by one or more of the Loan Parties of the terms of a term sheet, or the entry into a commitment letter or definitive documentation for (x) debtor-in-possession financing or other debt financing, (y) a merger, asset sale or stock purchase agreement, or (z) a restructuring term sheet or restructuring support agreement, in each case, without the prior written consent of the Required Lenders; (iv) Borrower or any of its Subsidiaries declares or makes, directly or indirectly, any payment in respect of the Senior Subordinated Notes or the Vibra Note; (v) without the prior written consent of the Required Lenders, (x) an event of default under or (y) amendment, modification or termination of any forbearance or waiver agreement entered into by the Borrower and the holders of a majority in principal amount of the outstanding Senior Subordinated Notes or (vi) any material amendment by Borrower of any existing key employee retention plan (“KERP”) or management incentive plan (“MIP”) or adoption of any new KERP or MIP or other similar plan, in each case, without the prior written consent of the Require...

Waiver Default means the occurrence of any Default or Event of Default other than the Waived Defaults.

Waiver Default means the Borrower’s failure to deliver its audited consolidated balance sheet and related statements of operations, shareholders’ equity and cash flows for 2018 without a “going concern” or like qualification or exception and without any qualification or exception as to the scope of such audit.